Polish LLC without PESEL number – you might find this article interesting

There are many foreign investors that are interested in incorporating a company in Poland – Polish LLC. Many requests for company incorporation are received from investors living across eastern border. For Ukrainian or Latvian nationals Poland is attractive not only due to the political stability but also due to lack of language barriers. Polish LLC is the most popular among foreign investors and there are no limits as to the nationality of the shareholders of the Polish LLC.

Company registration– Polish LLC

There are two ways of incorporating a Polish LLC:

• standard form which entails visit in the notary office; and
• via online government registration system – s24.

Online registration is much more efficient – takes less time and registration fees and costs are lower in comparison to standard incorporation. When deciding to register a company via standard/traditional way one must remember that there are additional costs that the shareholder has to bear, including cost of the notarial deed and higher registration costs. However, in order to register a company online there are some steps that need to be undertaken:

• account registration;
• signing of the articles of association and other ancillary documents.

Technical difficulty could arise if shareholders or board members do not have PESEL numbers, but let’s check what does it look like in practice?

Account registration – Polish LLC

In order to proceed with online company incorporation via s24 system, it is required to register an account. In accordance with art. § 3.1 of the Regulation of the Minister of Justice of March 22^nd, 2016 regarding the way that account in the teleinformatics system is registered, the way the account in the teleinformatics system is used and actions taken connected with registration of a limited liability company while using the model articles and requirements regarding the electronic signature, the account in the teleinformatics system may be registered upon providing:

1. name and last name;
2. PESEL number – if person concerned is required to have such number;
3. place of birth;
4. details of the ID number (serial, number, code or other characteristics to identify the document, name of the document, authority that has issued the document including seat and country), email address and correspondence address.

Taking into account the above it is possible to register an account in the s24 system without having the PESEL number.

Signing of the articles of association without PESEL number 

Signing of the articles of association without PESEL number – Polish LLC

In accordance with § 4 para 1 of the Regulation of the Minister of Justice of January 14^th, 2015 regarding defining the templates available in the teleinformatic system related to limited liability company, people concerned in those templates are defined as:

• if it relates to individuals – name, last name and PESEL number, and if they do not hold PESEL number – passport number with information regarding the country that issued the documents, including also information regarding the residence address.

Taking into account the above, PESEL number is not required, it will suffice to provide passport number and country of issue, and based on those documents foreigners may conclude the articles of association.

Taking into account the above, based on the Regulations in force, individuals who do not hold PESEL number are able to register an account in the s24 system and are able to sign articles of association and other documents available in this system. It means that foreign individuals including Ukrainian or Latvian nationals, may incorporate a company within 24 hours which allows them to enter Polish market almost straight away.

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